These Terms and Conditions create an agreement between you and Sparkol Ltd. (hereinafter referred to by name or as “us”, “we”, “our”). These Terms and Conditions govern your use of the beta version of Tawe (“the Software”), including any and all related components and documentation.
1.1 By accepting these Terms and Conditions and continuing to download and install the Software, you agree to be bound by these Terms and Conditions and hereby enter into a legally binding agreement with us.
1.2 If you do not accept these Terms and Conditions, you will not be permitted to download, install or use the Software.
2.1 Unless the context otherwise requires, each reference in these Terms and Conditions to:
2.1.1 “app” means the code that provides the app’s functionality and the app content;
2.1.2 “project” means a collection and sequence of images (still or moving) of any kind, text, data, music, speech and other sounds created or used with the app by one or more of your users under your app account which is intended to be used with the app as a single entity - projects with some apps may be known by another name;
2.1.3 “your content” means any images (still or moving) of any kind, text, music, speech and other sounds, and data used with the app by your users, except those which are app content;
2.1.4 “writing”, and any related expression, includes a reference to any communication effected by electronic transmission or similar means;
2.1.5 a statute or a provision of a statute is a reference to that statute or provision as amended or re-enacted at the relevant time;
2.1.6 “these Terms and Conditions” is a reference to these Terms and Conditions;
TAWE Beta programme User Terms September 2015
2.1.7 a Schedule is a schedule to these Terms and Conditions; and
2.1.8 a Clause or paragraph is a reference to a Clause of these Terms and Conditions; and
2.1.9 a "Party" or the "Parties" refer to the parties to these Terms and Conditions.
2.1.10 "Beta Test Period" refers to the period during which the TAWE app is being tested before general release.
Any use of the app by your users is deemed to be use by you, and any project created or used by your users is deemed to be your project, and references to “your use” and “your project” in these terms and our acceptable use policy include any use by your users and any project created or used by your users;
2.2 The headings used in these Terms and Conditions are for convenience only and shall have no effect upon the interpretation of these Terms and Conditions.
2.3 Words imparting the singular number shall include the plural and vice versa. 2.4 References to any gender shall include the other gender.
3. Licence and Use of Software
3.1 You are hereby granted a non-exclusive licence to use the Software subject to these terms and conditions.
3.2 This licence entitles you to download, install and use the Software for testing and evaluation purposes.
3.3 You may use your projects with the app for private or commercial purposes, and while you have a current subscription you may charge anyone for using your projects with the app, but you must not charge anyone for using the app in any other circumstances.
3.4 You may use your projects with the app for private or commercial purposes, and while you have a current subscription you may charge anyone for using your projects with the app, but you must not charge anyone for using the app in any other circumstances.
3.5 You must ensure that your projects do not infringe any rights of any third party, and that your use of your projects and/or the app does not either.
3.6 You may not:
TAWE Beta programme User Terms September 2015
3.6.1 Modify the Software in any way;
3.6.2 Reverse engineer, decompile or disassemble the Software;
3.6.3 Create derivative works based on the Software;
3.6.4 Reproduce the Software (subject to the right to make additional copies of the installation package for installation and use of the Software on additional computers in accordance with these Terms and Conditions);
3.6.5 Modify the app in any way, combine it with any other software, or give any indication that it is anything other than an app that has been created and distributed by Sparkol; or
3.6.6 Resell the Software; or 3.6.7 Sub-licence the Software.
4. Disclaimer of Warranties and Liability
4.1 The Software is currently in development and is released solely for the purposes of testing. You hereby acknowledge that the Software is not a finished product and as such may contain defects. The Software is provided “as is”.
4.2 We make no representation or warranty that the Software will meet your requirements, be of satisfactory quality, be fit for a particular purpose, be compatible with all computer systems, or will be secure.
4.3 You acknowledge that use of the Software may lead to data loss or other damage to your computer or the data held thereon.
4.4 You acknowledge that your use of the Software is at your own risk.
4.5 We shall not be liable for any direct, indirect, consequential or incidental loss or damage of any kind resulting from or relating to the Software or its use.
5.1 You agree to indemnify us in respect of all loss, damage, costs and expenses which we suffer as a consequence of your breach of these terms. Your liability for our costs and expenses under this indemnity is to be assessed on the court’s ‘indemnity basis’ rather than the ‘standard basis’, and you are liable to pay them under this indemnity even if you would not otherwise be liable for costs TAWE Beta programme User Terms September 2015
and expenses (including by reason of the allocation of the case to the court’s small claims or fast track).
5.2 If your projects or your use of them infringe any rights of any third party, then except to the extent that the infringement results from the inherently infringing nature of the app, you agree to indemnify us against the costs and expenses we incur in defending and settling any claims based on the infringement which are brought against us, and any payments we reasonably make in settlement of such claims or pursuant to any orders of a court or arbitrator in respect of such claims. Your liability for our costs and expenses under this indemnity is to be assessed on the court’s “indemnity basis” rather than the “standard basis”, and you are liable to pay them under this indemnity even if you would not otherwise be liable for costs and expenses (including by reason of the allocation of the case to the court’s small claims or fast track).
6. Software Updates
6.1 We may from time to time during the Beta Test Period release updates for the Software. The updates will be made available via emails from email@example.com.
6.2 You are under no obligation to install updates, however it is preferred that you do so.
No specific technical support is provided for the Software. We ask that you submit issues via the firstname.lastname@example.org email address.
8. Reporting and Feedback
You should submit feedback via the email@example.com email address.
9. Data Protection
9.1 When downloading the Software you may be required to provide certain personal information including, but not limited to, your name and email address. Under certain circumstances we may also obtain details about your computer’s system configuration and its IP and MAC addresses.
9.2 Any data collected by us will be collected, processed and held in accordance with the Company’s privacy statement and the rights and obligations arising under the provisions and principles of the Data Protection Act 1998.
TAWE Beta programme User Terms September 2015
10.1 Your licence to use the Software shall terminate the sooner of the end of your licence term, the end of the Beta Test Period or the 10th October 2015.
10.2 We reserve the right to terminate prior to the end of the term if you commit a material breach of these Terms and Conditions.
10.3 We reserve the right to terminate the Beta Test Period in accordance with sub-Clause 5.2 in which case your licence to use the Software shall also terminate.
10.4 Any and all obligations which either expressly or by their nature continue beyond the termination, cancellation or expiration of the Beta Test Period or your licence shall survive termination under this Clause.
11. Relationship of Parties
Nothing in these Terms and Conditions shall create, or be deemed to create, a partnership, the relationship of principal and agent, or of employer and employee between you and Sparkol Ltd.
In the event that one or more of the provisions of these Terms and Conditions is found to be unlawful, invalid or otherwise unenforceable, that / those provision(s) shall be deemed severed from the remainder of these Terms and Conditions. The remainder of these Terms and Conditions shall be valid and enforceable.
13.1 We may modify the Software and / or these Terms and Conditions at any time. In the event that modifications are made, we will publish details of them on our website at sparkol.com or via an email from firstname.lastname@example.org.
13.2 If you do not agree to be bound by any modified terms and conditions we may introduce, you should immediately cease using the Software upon publication of those terms and conditions.
14. Law and Jurisdiction
14.1 These Terms and Conditions (including any non-contractual matters and obligations arising there from or associated therewith) shall be governed by, and construed in accordance with, the laws of England and Wales.
14.2 Any dispute, controversy, proceedings or claim between the Parties relating to these Terms and Conditions (including any non-contractual matters and obligations arising therefrom or associated therewith) shall fall within the jurisdiction of the courts of England and Wales.